Common use of Notice of Contest Clause in Contracts

Notice of Contest. If a written claim for payment is made by any taxing authority against a Tax Indemnitee for any Taxes with respect to which AEE may be liable for indemnity hereunder (a "Tax Claim"), such Tax Indemnitee shall give AEE written notice of such Tax Claim as soon as practicable after its receipt, and shall furnish AEE with copies of such Tax Claim and all other writings received from the taxing authority to the extent relating to such claim; provided that failure to so notify AEE shall not relieve AEE of any obligation to indemnify the Tax Indemnitee hereunder except as provided in clause (xiii) of Section 10.2(b). After giving of such notice, so long as no Lease Material Default or Lease Event of Default shall have occurred and be then continuing, the Tax Indemnitee shall not pay such Tax Claim until at least 30 days after providing AEE with such written notice, unless required to do so by law or regulation.

Notice of Contest. If a written claim for payment is made by any taxing authority against a Tax Indemnitee for any Taxes with respect to which AEE EME may be liable for indemnity required to indemnify against hereunder (a "Tax ClaimTAX CLAIM"), such Tax Indemnitee shall give AEE EME written notice of such Tax Claim as soon as practicable promptly after its receipt, and shall furnish AEE EME with copies of such Tax Claim and all other writings received from the taxing authority to the extent relating to such claim; provided , PROVIDED that failure so to so notify AEE EME shall not relieve AEE EME of any obligation to indemnify the Tax Indemnitee hereunder except as provided in clause (xiii) of Section 10.2(b)to the extent such failure effectively precludes EME from contesting such Tax. After giving of such notice, so long as no Lease Material Default or Lease Event of Default shall have occurred and be then continuing, the The Tax Indemnitee shall not pay such Tax Claim until at least 30 days after providing AEE EME with such written notice, unless (a) the Tax Indemnitee is required to do so by law or regulationregulation and (b) in the written notice described above, the Tax Indemnitee has notified EME of such requirement.